AGREEMENT AND PLAN OF MERGER dated as of November 6, 2014 among DSS Group, Inc., Cott Corporation, and Delivery Acquisition, Inc., and Crestview DSW Investors, L.P., as the Sellers’ RepresentativeAgreement and Plan of Merger • November 7th, 2014 • Cott Corp /Cn/ • Bottled & canned soft drinks & carbonated waters • New York
This AGREEMENT AND PLAN OF MERGER, dated as of November 6, 2014 (this “Agreement”), is entered into by and among DSS Group, Inc., a Delaware corporation (“Company”), Cott Corporation, a corporation organized under the laws of Canada (“Parent”) and Delivery Acquisition, Inc., a Delaware corporation (“Merger Sub”), and Crestview DSW Investors, L.P., a Delaware limited partnership, as the Sellers’ representative (“Sellers’ Representative”). Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party” and, collectively, as the “Parties.” Capitalized terms which are used but not otherwise defined herein are defined in Sections 1.1 and 1.2.
